GROWTHPATH PORTFOLIOS. Prospectus. Sep 15

Transcription

1 GROWTHPATH PORTFOLIOS Prospectus Sep 15

2 GROWTHPATH PORTFOLIOS - GROWTHPATH TODAY - GROWTHPATH GROWTHPATH GROWTHPATH 2040

3 DIRECTORY Managers UOB Asset Management Ltd (Company Registration Number: Z) Registered Address: 80 Raffles Place UOB Plaza Singapore Operating Address: 80 Raffles Place 6th Storey UOB Plaza 2 Singapore Directors of the Managers Terence Ong Sea Eng Cheo Chai Hong Goh Yu Min Thio Boon Kiat Trustee / Registrar HSBC Institutional Trust Services (Singapore) Limited (Company Registration No R) Registered Address: 21 Collyer Quay #10-02 HSBC Building Singapore Custodian The Hongkong and Shanghai Banking Corporation Limited 1 Queen s Road Central Hong Kong Auditors PricewaterhouseCoopers LLP 8 Cross Street #17-00 PWC Building Singapore Investment Adviser 1 BlackRock (Singapore) Limited (Company Registration Number: N) 20 Anson Road #18-01 Twenty Anson Singapore Solicitors to the Managers Tan Peng Chin LLC 30 Raffles Place #11-00 Chevron House Singapore Solicitors to the Trustee Shook Lin & Bok LLP 1 Robinson Road #18-00 AIA Tower Singapore Up to 14 October Please refer to paragraph 4 for further details. i

4 IMPORTANT INFORMATION The managers of the GrowthPath Portfolios (the Fund ), UOB Asset Management Ltd (the Managers ), accept full responsibility for the accuracy of the information contained in this Prospectus and confirm, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts the omission of which would make any statement in this Prospectus misleading. Unless otherwise stated or the context otherwise requires, all terms not defined in this Prospectus have the same meanings as used in the trust deed (as amended from time to time) relating to the Fund (the Deed ). Investors should refer to the provisions of the Deed and obtain independent professional advice in the event of any doubt or ambiguity relating thereto. A copy of the Deed is available for inspection at the Managers operating office during normal business hours (subject to such reasonable restrictions as the Managers may impose). This Prospectus does not constitute an offer or solicitation to anyone in any jurisdiction in which such offer or solicitation is not authorised or to anyone to whom it is unlawful to make such an offer or solicitation and may only be used in connection with the offering of units ( Units ) in each portfolio of the Fund (each, a Portfolio and collectively, the Portfolios ). This Prospectus may be supplemented or replaced from time to time to reflect material changes. Potential investors should seek independent professional advice to ascertain (a) the possible tax consequences, (b) the legal requirements, (c) any foreign exchange restrictions or exchange control requirements which they may encounter under the laws of the countries of their citizenship, residence or domicile, and (d) any restrictions or requirements under the Central Provident Fund ( CPF ) (Investment Schemes) Regulations and the terms and conditions in respect of the CPF Investment Scheme ( CPFIS ) issued by the CPF Board thereunder (as the same may be amended, modified or supplemented from time to time), which may be relevant to the subscription, holding or disposal of Units and should inform themselves of and observe all such laws and regulations in any relevant jurisdiction that may be applicable to them. No representation is made as to the tax status of any of the Portfolios. Investment in each Portfolio requires consideration of the risks involved in investing and participating in collective investment schemes and the risks of investing specifically in that Portfolio. Details of the risks involved are set out in paragraph 11 of this Prospectus. Investors should consider these risks carefully before making an investment decision. Investors should note that their investments can be volatile and there can be no assurance that any of the Portfolios will be able to attain its objectives. The prices of Units as well as the income from them may go up as well as down to reflect changes in the value of the relevant Portfolio. An investment should only be made by those persons who can sustain losses on their investments. Investors should satisfy themselves of the suitability to them of an investment in the relevant Portfolio based on their personal circumstances. No person, other than the Managers, has been authorised to issue any advertisements or to give any information, or to make any representations in connection with the offering, subscription or sale of Units, other than those contained in this Prospectus and, if issued, given or made, such advertisements, information or representations must not be relied upon as having been authorised by the Managers. Investors should note that the Units offered by the Portfolios are not listed on any stock exchange. Investors may subscribe for or realise their Units through the Managers or any of their authorised agents or distributors subject to the ultimate discretion of the Managers in respect of the subscription, sale, switching or realisation of an investor s Units in accordance with and subject to the provisions in the Deed. Applications may be made in other jurisdictions to enable the Units to be marketed freely in those jurisdictions. Prohibition against U.S. investors The Units are being offered and sold outside the United States to persons that are not: (i) (ii) U.S. Persons (as defined in Regulation S promulgated under the Securities Act of 1933 of the United States of America ( U.S. ), as amended (the U.S. Securities Act )) in reliance on Regulation S promulgated under the U.S. Securities Act; or United States persons (as defined in Section 7701(a)(30) of the U.S. Internal Revenue Code, as amended, and referred to herein as U.S. Taxpayers ). Currently, the term U.S. Taxpayer includes: a U.S. citizen or resident alien of the United States (as defined for U.S. federal income tax purposes); any entity treated as a partnership or corporation for U.S. tax purposes that is created or organized in, or under the laws of, the United States or any ii

5 state thereof (including the District of Columbia); any other partnership that may be treated as a U.S. Taxpayer under future U.S. Treasury Department regulations; any estate, the income of which is subject to U.S. income taxation regardless of source; and any trust over whose administration a court within the United States has primary supervision and all substantial decisions of which are under the control of one or more U.S. fiduciaries. Persons who have lost their U.S. citizenship and who live outside the United States may nonetheless, in some circumstances, be treated as U.S. Taxpayers. Persons who are aliens as to the United States but who have spent 183 days or more in the United States in any of the last two years should check with their tax advisors as to whether they may be considered residents of the United States. Units are not and may not be offered, made available, sold to or for the account of any U.S. Persons or U.S. Taxpayers. Applicants for Units may be required to declare that they are not U.S. Taxpayers and that they are neither acquiring Units on behalf of U.S. Taxpayers nor acquiring Units with the intent to sell or transfer them to U.S. Taxpayers. Foreign Account Tax Compliance Act ( FATCA ) FATCA was enacted in 2010 by the United States Congress as part of the U.S. Hiring Incentives to Restore Employment (HIRE) Act to target non-compliance with tax laws by U.S. Taxpayers using overseas accounts. Under FATCA, financial institutions outside of the U.S. are required to regularly submit information on financial accounts held by U.S. Taxpayers to the U.S. tax authorities. Failure to comply with FATCA may, amongst other things, subject the relevant Portfolio to U.S. withholding tax on certain types of payments made to the Portfolios. Accordingly, it is intended that the Portfolios comply with FATCA. For the purpose of complying with FATCA, the Managers, the Trustee and/or other service providers of the relevant Portfolio may be required to report and disclose information on certain investors in the relevant Portfolio to the U.S. tax authorities and/or such Singapore authority as may be required under Singapore laws and regulations to be implemented as part of any intergovernmental agreement ( IGA ) entered into between the U.S. and Singapore 2 in connection with FATCA and/or withhold certain payments to such investors. Investors are required to: (a) (b) provide such information, documents and assistance in connection with the above as the Managers and/or the Trustee may require from time to time; and notify the Managers or any of their authorised agents or distributors in writing immediately in the event that the relevant investor is or becomes a U.S. Taxpayer, or is holding Units for the account of or benefit of a U.S. Taxpayer. Each investor is also deemed to have consented to the Managers, the Trustee and/or other service providers to the relevant Portfolio carrying out their obligations in reporting and disclosing information on him and his investments to the U.S. tax authorities and/or such Singapore authority as may be required under Singapore laws and regulations to be implemented as part of any IGA entered into between the U.S. and Singapore. The Managers may compulsorily realise all or part of the Units held by any Holder pursuant to paragraph 15 of this Prospectus, in the event of any of the circumstances set out thereunder. All enquiries in relation to the Fund or the Portfolios should be directed to the Managers or their authorised agents or distributors. Potential investors should note that each of the Portfolios and the Underlying Entities (as defined in paragraph 2.3) may use or invest in financial derivatives. Further information is set out in paragraphs and 8.9 of this Prospectus. In particular, one of the Underlying Entities, BlackRock Index Selection Fund BlackRock Developed World Index Sub-Fund, may invest in financial derivatives for direct investment purposes or for efficient portfolio management purposes. 3 Further information is set out in paragraph 8.7.2(a) of this Prospectus. The disclosures in this Prospectus relating to the BlackRock Underlying Entities and the Investment Adviser will cease to apply with effect from 15 October Pursuant to the IGA entered into between Singapore and the U.S. on 9 December 2014, Singapore-based financial institutions will report information on financial accounts held by U.S. Taxpayers to the Inland Revenue Authority of Singapore (IRAS), which will in turn provide the information to the U.S. tax authorities. 3 Please refer to paragraph for further details on the changes to the Underlying Entities with effect from 15 October iii

6 TABLE OF CONTENTS 1. Basic Information The Managers, its directors and key executives The Trustee, Custodian and Administrator The Investment Adviser Registers of Holders The Auditors Structure of the Fund and Portfolios Investment Objective, Focus and Approach GrowthPath Portfolios Included under the CPF Investment Scheme Fees and Charges Risks Subscription of Units Regular Savings Plan Realisation of Units Compulsory realisations Switching of Units Obtaining Prices of Units Suspension of Dealing Performance of the Fund Soft Dollar Commissions/Arrangements Conflicts of Interest Reports Queries and Complaints Other Material Information Appendix iv

7 GROWTHPATH PORTFOLIOS The Portfolios offered in this Prospectus are authorised schemes constituted in Singapore under the Securities and Futures Act (Chapter 289 of Singapore) ( SFA ). A copy of this Prospectus has been lodged with and registered by the Monetary Authority of Singapore (the Authority ). The Authority assumes no responsibility for the contents of this Prospectus. Registration of this Prospectus by the Authority does not imply that the SFA or any other legal or regulatory requirements have been complied with. The Authority has not, in any way, considered the investment merits of the Portfolios. The meanings of terms not defined in this Prospectus can be found in the Deed. 1. BASIC INFORMATION 1.1 GrowthPath Portfolios The Fund is a Singapore constituted open-ended umbrella unit trust which consists of separate and distinct Portfolios, each having its own investment objective, strategy and focus. The Fund offers investors comprehensive asset allocation investment strategies tailored to the time when they expect to begin withdrawing assets The Managers of the Fund currently offer the following 4 Portfolios: (a) GrowthPath Today; (b) GrowthPath 2020; (c) GrowthPath 2030; and (d) GrowthPath Date of registration and expiry of the Prospectus The date of registration of this Prospectus with the Authority is 15 September This Prospectus is valid for 12 months after the date of registration (i.e., up to and including 14 September 2016) and shall expire on 15 September Trust deed and supplemental deeds The Fund is constituted by way of a deed of trust dated 18 October 2002 (the Principal Deed ) made between the Managers and RBC Dexia Trust Services Singapore Limited (now known as RBC Investor Services Trust Singapore Limited), the former trustee of the Fund The Principal Deed has been amended by the following deeds (collectively, the Supplemental Deeds ): Date Amending and Restating Deed 21 July 2003 Second Amending and Restating Deed 21 October 2003 Third Amending and Restating Deed 21 October 2004 Fourth Amending and Restating Deed 21 October 2005 Fifth Amending and Restating Deed 20 October 2006 Sixth Amending and Restating Deed 29 June 2007 Seventh Amending and Restating Deed 19 October 2007 Eighth Amending and Restating Deed 17 October 2008 Ninth Amending and Restating Deed 29 May 2009 Tenth Amending and Restating Deed 9 October 2009 Eleventh Amending and Restating Deed 8 October 2010 Supplemental Deed of Appointment and Retirement of Trustee 26 January

8 Twelfth Amending and Restating Deed 30 September 2011 Thirteenth Amending and Restating Deed 26 September 2012 Fourteenth Amending and Restating Deed 23 September 2013 First Supplemental Deed 23 April 2015 The Principal Deed as amended by the Supplemental Deeds will be referred to as the Deed The terms and conditions of the Deed shall be binding on each unitholder (each, a Holder and collectively, the Holders ) and every person claiming through such Holder as if such person had been a party to the Deed and as if the Deed contained covenants on such Holder and on every person claiming through such Holder to observe and be bound by the provisions of the Deed and an authorisation by each Holder and every person claiming through such Holder to do all such acts and things as the Deed may require the Managers or the Trustee to do A copy of the Deed is available for inspection free of charge at the Managers operating office at 80 Raffles Place, 6th Storey, UOB Plaza 2, Singapore during normal business hours (subject to such reasonable restrictions as the Managers may impose) and will be supplied by the Managers upon request at a charge not exceeding S$25 per copy of the document (or such other amount as the Trustee and the Managers may from time to time agree) Investors should note that this Prospectus includes some of the provisions found in the Deed, which have to a large extent been summarised and not all the provisions of the Deed are reflected in this Prospectus. Investors should read the Deed for full details. 1.4 Reports and accounts Copies of the latest semi-annual and annual reports, semi-annual accounts and audited annual accounts as well as the auditors report on the annual accounts relating to the Fund, where available, may be obtained from the Managers upon request at their operating office at 80 Raffles Place, 6th Storey, UOB Plaza 2, Singapore during normal business hours, subject to such reasonable restrictions as the Managers may impose. 2. THE MANAGERS, ITS DIRECTORS AND KEY EXECUTIVES 2.1 Managers of the Fund The Managers are UOB Asset Management Ltd ( UOBAM ), whose registered office is at 80, Raffles Place, UOB Plaza, Singapore UOBAM is a wholly-owned subsidiary of United Overseas Bank Limited ( UOB ). Established in 1986, UOBAM has been managing collective investment schemes and discretionary funds in Singapore for over 29 years. UOBAM is licensed and regulated by the Authority. UOBAM has an extensive presence in Asia with regional business and investment offices in Malaysia, Thailand, Brunei, Taiwan and Japan. UOBAM has two joint ventures: Ping An UOB Fund Management Company and UOB-SM Asset Management Pte Ltd. In addition, it also has a strategic alliance with UTI International (Singapore) Private Limited. Through its network of offices, UOBAM offers global investment management expertise to institutions, corporations and individuals, through customised portfolio management services and unit trusts. As at 31 July 2015, UOBAM manages 55 unit trusts in Singapore. UOBAM is one of the largest unit trust managers in Singapore in terms of assets under management. UOBAM s investments team conducts independent and rigorous fundamental research within a proven investment process and framework. In equities, UOBAM s team has acquired specialist skills in investment in global markets and major global sectors. It combines a disciplined research effort that aims to identify and invest in high performing businesses at the right price, with a systematic model portfolio construction process, to diversify sources of alpha to achieve more consistent performance over time. In fixed income, UOBAM s coverage spans a wide spectrum comprising G10 government bonds, developed market corporate bonds, Asia sovereigns and corporates, emerging market bonds and Singapore fixed income. In addition to independent research to uncover relative value opportunities, UOBAM adopts diversified investment strategies combined with active risk management to generate sustainable total return for its portfolios. 2

9 In addition, UOBAM is committed to achieving consistently good performance. Since 1996, UOBAM has won a total of 153 awards. These awards recognise not just excellence in UOBAM s investment performance across different markets and sectors, but also outstanding performance at the firm level. As at 31 July 2015, UOBAM and its subsidiaries in the region have a staff strength of over 300 including about 50 investment professionals in Singapore. The Managers are entitled to delegate certain or all of their duties. The Managers have delegated their administration and valuation functions in respect of each Portfolio to the administrator, whose details are set out in paragraph 3.3 below, and back office functions to UOB. The Managers maintain professional indemnity insurance coverage which complies with the requirements under applicable laws, regulations and guidelines, or as directed by the Authority. Please refer to the Deed for details on the Managers role and responsibilities. Investors should note that the past performance of the Managers is not necessarily indicative of their future performance. 2.2 Directors and key executives of the Managers Terence Ong Sea Eng, Chairman and Executive Director Mr Terence Ong Sea Eng is the Chairman and Executive Director of UOBAM. Mr Ong, who joined UOB in 1982, has overall responsibility for the management and growth of UOB s global treasury and fund management businesses. He holds a Bachelor of Accountancy from the then University of Singapore and has 30 years of experience in treasury services and operations. Cheo Chai Hong, Director Mr Cheo Chai Hong is a Director of UOBAM. He joined UOB in 2005, is currently in charge of a team of credit approvers for UOB SME & Structured Trade & Ship Finance in Singapore and overseas branches and subsidiaries. He also heads the Group Corporate Planning and Strategy Department, which is responsible for helping the UOB group to formulate its strategic direction and corporate governance structure. Mr Cheo holds a Bachelor of Business Administration (Honours) from the then University of Singapore and he has more than 30 years of experience in Corporate and Investment Banking, Project and Ship Finance, and Credit Management and Approval. Goh Yu Min, Director Mr Goh Yu Min is a Director of UOBAM. He joined the UOB group in 1997 and is presently an Executive Director with UOB group s Strategy and International Management team. He has experience in private equity investments and private equity fund-of-funds investments. Mr Goh holds a Master of Business Administration degree in Banking and Finance from the Nanyang Business School, Nanyang Technological University and a Bachelor of Mathematics degree from the University of Waterloo. Thio Boon Kiat, Director and Chief Executive Officer Mr Thio Boon Kiat is the Chief Executive Officer of UOBAM. He is a Chartered Financial Analyst charter holder and graduated with a Bachelor of Business Administration (First Class Honours) degree from the National University of Singapore. In 2004, he attended the Investment Management Program at Harvard Business School. In 2006, he also attended the Mastering Alternative Investments programme by Insead University. Mr Thio has over 20 years of investment management experience. He joined UOBAM in 1994 from the Government of Singapore Investment Corporation (GIC), as a portfolio manager managing Singapore, and subsequently Asia Pacific and Global Equity portfolios. Over the years, he also headed the International Equities and Global Technology teams. In 2004, Mr Thio was appointed as Chief Investment Officer of UOBAM, a position he held until 2011 when he was promoted to his current appointment of Chief Executive Officer. 3

10 John J. Doyle III, Chief Investment Officer, Equities & Multi Assets Mr John J. Doyle III, Chief Investment Officer ( CIO ), Equities & Multi Assets, joined UOBAM in April Mr Doyle was promoted to CIO in September Prior responsibilities include serving as Deputy CIO Equities, Head of International Equities and Head of Asian Equities. He continues to oversee the UOBAM s Equity research and investment processes as well as the Multi Asset investment processes. Mr Doyle had previously worked in senior research roles for Salomon Smith Barney (Singapore), UBS Securities (Singapore), and MeesPierson Securities (HK). Mr Doyle has over 23 years of experience, having started his career with Scudder, Stevens & Clark (Boston). His work experience includes both detailed securities research and analysis as well as portfolio management. Mr Doyle graduated with a Bachelor of Arts (Economics) degree from the University of Vermont in The majority of his experience relates to conducting research and managing equity portfolios. Chong Jiun Yeh, Chief Investment Officer, Fixed Income & Structured Investments Mr Chong Jiun Yeh, Chief Investment Officer, Fixed Income & Structured Investments, joined UOBAM in March He was formerly the Managing Director (Fund Management) and Co-Head of Portfolio Management for ST Asset Management Ltd. ( STAM ), a wholly owned subsidiary of Temasek Holdings. Prior to joining STAM, he was Head of Fixed Income and Currencies at OUB Asset Management Ltd, and has also spent part of his career with Newton Investment Management. Mr Chong has over 18 years of experience in managing equities, fixed income and structured finance portfolios, including emerging market sovereign and investment grade credits (cash and synthetic), G-7 bonds and currencies, as well as Asian equities. He has worked with rating agencies, insurers, investment partners and banks in structuring investment products and customizing solutions for investors. Mr Chong graduated with a Bachelor of Science (Estate Management), Second Upper Honours degree from the National University of Singapore. 2.3 Managers of the Underlying Entities The Managers intend to invest part of each Portfolio in a number of offshore collective investment schemes and local collective investment schemes (including offshore and local exchange traded funds) ( Underlying Entities ), in proportions consistent with its particular asset allocation strategy. The Underlying Entities include the BlackRock Underlying Entities and the UOBAM Underlying Entities (which are managed by the Managers). The BlackRock Underlying Entities and UOBAM Underlying Entities are defined in paragraph The manager of the BlackRock Underlying Entities is BlackRock Asset Management Ireland Limited (formerly known as Barclays Global Investors Ireland Limited), which is ultimately a wholly owned subsidiary of BlackRock, Inc.. BlackRock Asset Management Ireland Limited has been managing collective investment schemes in Ireland since BlackRock Asset Management Ireland Limited is authorised and regulated by Central Bank of Ireland (the Central Bank ). The manager of the BlackRock Underlying Entities has delegated the investment management functions in respect of the BlackRock Underlying Entities to BlackRock Advisors (UK) Limited (formerly known as Barclays Global Investors Limited) (the Investment Manager ). The Investment Manager is ultimately a wholly owned subsidiary of BlackRock, Inc.. The Investment Manager is authorised by the Financial Conduct Authority to carry on regulated activities in the UK. The Investment Manager was incorporated under the laws of England and Wales on 18 March As at 30 June 2015, assets under management for BlackRock Inc. and its subsidiaries were in the region of US$4.721 trillion. Investors should note that the past performance of the manager and Investment Manager of the BlackRock Underlying Entities is not necessarily indicative of their future performance. 3. THE TRUSTEE, CUSTODIAN AND ADMINISTRATOR 3.1 The Trustee The trustee of the Fund (the Trustee ) is HSBC Institutional Trust Services (Singapore) Limited whose registered address is at 21 Collyer Quay, #10-02, HSBC Building, Singapore HSBC Institutional Trust Services (Singapore) Limited was appointed as the trustee of the Fund with effect from 1 March 2011 following the 4

11 retirement of the previous trustee, RBC Dexia Trust Services Singapore Limited (now known as RBC Investor Services Trust Singapore Limited). The Trustee is regulated in Singapore by the Authority. Please refer to the Deed for details on the Trustee s role and responsibilities. 3.2 The Custodian The custodian for each of the Portfolios is The Hongkong and Shanghai Banking Corporation Limited ( HSBC ) whose registered office is at 1 Queen s Road Central, Hong Kong. HSBC is regulated by the Hong Kong Monetary Authority and the Securities and Futures Commission of Hong Kong. The Trustee has appointed HSBC as the global custodian to provide custodial services to the Portfolios globally. HSBC is entitled to appoint sub-custodians to perform any of its duties in specific jurisdictions where the Portfolios invest. HSBC is a global custodian with direct market access in certain jurisdictions. In respect of markets for which it uses the services of selected sub-custodians, HSBC shall act in good faith and use reasonable care in the selection and monitoring of its selected sub-custodians. The criteria upon which a sub-custodian is appointed is pursuant to all relevant governing laws and regulations and subject to satisfying all requirements of HSBC in its capacity as global custodian. Such criteria may be subject to change from time to time and may include factors such as the financial strength, reputation in the market, systems capability, operational and technical expertise. All sub-custodians appointed shall be licensed and regulated under applicable law to carry out the relevant financial activities in the relevant jurisdiction. Other custodians may be appointed from time to time in respect of any Portfolio or any of its assets. All custodians shall collectively be referred to as the Custodian. Further details of the custodial arrangement in respect of the Deposited Property are set out at paragraph 24.7 below. 3.3 The administrator The administrator of each of the Portfolios is HSBC Institutional Trust Services (Singapore) Limited whose registered office is at 21 Collyer Quay #10-02 HSBC Building Singapore THE INVESTMENT ADVISER The investment adviser of the Fund (the Investment Adviser ) is BlackRock (Singapore) Limited (formerly known as BlackRock Asset Management Southeast Asia Limited and Barclays Global Investors Southeast Asia Limited) whose registered address is at 20 Anson Road, #18-01 Twenty Anson, Singapore With effect from 15 October 2015, BlackRock (Singapore) Limited will cease to act as Investment Adviser of the Fund. 5. REGISTERS OF HOLDERS The registrar of the Fund is the Trustee. The register of Holders of each Portfolio (each, a Register and collectively, the Registers ) is kept and maintained at 20 Pasir Panjang Road (East Lobby), #12-21 Mapletree Business City, Singapore Each Register is accessible to any Holder of the relevant Portfolio during normal business hours subject to such reasonable restrictions as the registrar may impose. The Trustee may appoint any other party (including, without limitation, the Managers) as its agent to keep and maintain the Registers. Each Register is conclusive evidence of the number of Units held by each Holder in the relevant Portfolio and the entries in that Register will prevail in the event of any discrepancy between the entries in that Register and the details appearing on any statement of holding, unless the Holder proves, to the satisfaction of the Managers and the Trustee, that that Register is incorrect. 6. THE AUDITORS The auditors of the accounts of the Fund (the Auditors ) are PricewaterhouseCoopers LLP whose registered address is at 8 Cross Street, #17-00, PWC Building, Singapore

12 7. STRUCTURE OF THE FUND AND PORTFOLIOS 7.1 Umbrella fund and Portfolios The Fund is a Singapore-registered umbrella unit trust offering separate and distinct Portfolios, each having its own investment objective, strategy and focus. At present, the Managers are offering Units in the following 4 Portfolios: GrowthPath Today; GrowthPath 2020; GrowthPath 2030; and GrowthPath Types of Portfolio investments Each of the 4 Portfolios, GrowthPath Today, GrowthPath 2020, GrowthPath 2030 and GrowthPath 2040, is established to invest in a combination of Underlying Entities (as defined in paragraph 2.3), and direct investments in equities, bonds and short-term money market instruments, as may be determined by the Managers (up to 14 October 2015, working with the Investment Adviser), in proportions suggested by each Portfolio s comprehensive asset allocation strategy that gradually becomes more conservative as the year in the Portfolio s name approaches, except for GrowthPath Today that is already in its most conservative phase. 7.3 Automatic Termination and Merger upon maturity of Portfolios Save for GrowthPath Today which is of unlimited duration, each of the other Portfolios is of limited duration and will automatically terminate on its respective maturity date ( Maturity Date or collectively, Maturity Dates ) after being merged into the Portfolio known as GrowthPath Today. Details of the merger and termination of Portfolios are described further below in paragraphs 8.4.4, and INVESTMENT OBJECTIVE, FOCUS AND APPROACH 8.1 GrowthPath Portfolios Overview The Fund offers investors comprehensive asset allocation investment strategies tailored to the time when they expect to begin withdrawing assets. Each Portfolio invests in a combination of Underlying Entities which are offshore collective investment schemes and local collective investment schemes, and direct investments in equities and bonds, in proportions suggested by its own comprehensive asset allocation strategy that gradually becomes more conservative as the respective Maturity Dates of the Portfolios approach, except for GrowthPath Today that is already in its most conservative phase General investment objectives common to all Portfolios Each Portfolio seeks to maximise assets for retirement or other purposes, consistent with the quantitatively measured risk that investors on average may be willing to accept given their investment time horizon. Each Portfolio has its own specific investment objective (as set out in paragraphs 8.3 to 8.6 below) and time horizon which affects the acceptable risk level of the Portfolio and, in turn, its asset allocation. The time horizon marks the point in time when investors plan to start making net withdrawals. As a general rule, investors with a longer time horizon have a greater tolerance for risk than investors with a shorter time horizon. Long-term investors are more likely to accept a greater risk of short-term loss for the opportunity of achieving greater long-term gains Principal investment strategies common to all Portfolios (a) All Portfolios pursue a common strategy of allocating and reallocating investments among equities and bonds or Underlying Entities investing in such equities and bonds. The Portfolios with longer time horizons invest more of their assets in equities (or Underlying Entities investing in equities) to provide a greater opportunity for capital appreciation over the long-term. 6

13 (b) (c) The Portfolios with shorter time horizons invest more heavily in bonds (which may include money market instruments) or Underlying Entities investing in such bonds (which may include money market instruments) to reduce risk and price volatility. The Portfolios with shorter time horizons also have lower expected returns than the Portfolios with longer time horizons over the long-term. The investment strategy for all the Portfolios is to allocate assets amongst 4 asset classes. These asset classes include: (i) (ii) (iii) (iv) Singapore equities; Global equities; Singapore bonds; and Global bonds. In addition to the above asset classes, the Managers may, for tactical asset allocation purposes, include other asset classes with attractive risk-return characteristics in the Portfolios. (d) (e) (f) For certain asset classes, the Managers will also select underlying securities with the objective of outperforming the benchmarks of the respective asset classes. The investment process for each Portfolio will involve asset allocation decisions and, for certain asset classes, involve stock selection decisions. For those asset classes that do not involve stock selection decisions, Underlying Entities which are index funds will be used to track the performance of the underlying asset classes. Up to 14 October 2015: The asset allocation decisions for each Portfolio will be driven by a proprietary model developed by the Investment Adviser (the Model ), which is continuously refined to take into account the changing investment environment. The Managers will review the recommended asset allocation decisions for each Portfolio prior to implementation. With effect from 15 October 2015: The asset allocation decisions for each Portfolio will be driven by a proprietary model developed by the Managers (the Model ), which is continuously refined to take into account the changing investment environment. The Managers will review the asset allocation decisions for each Portfolio prior to implementation. (g) After a Portfolio reaches its time horizon as identified by its name (e.g. in the year 2020, for GrowthPath 2020), it has reached the least aggressive state in terms of building capital (GrowthPath Today is already this state), and the Portfolio will then be merged into GrowthPath Today. At or prior to this time, the Managers may create another Portfolio with a Maturity Date beyond that of GrowthPath What is the product concept? 4 Portfolio examples Below are examples of the initial asset class holding of each Portfolio as of 30 August 2002 (just after the establishment of the Portfolios) and the asset class holding of each Portfolio as of 30 June These multi-asset portfolios are constructed to meet the time-based risk tolerance of various investors. 7

14 Initial asset class holding as of 30 August 2002: 28% 15% 5% 25% 20% 21% 20% 12% 21% 5% 52% 12% 43% 5% 54% 62% GrowthPath Today GrowthPath 2020 GrowthPath 2030 GrowthPath 2040 Singapore Equity Global Equity Singapore Bond Global Bond Asset class holding as of 30 June 2015: Shorter maturity Portfolios Longer maturity Portfolios Lower risk Higher risk Higher allocation to fixed income Higher allocation to equities Meets shorter term investment objectives Meets longer term investment objectives 8.3 GrowthPath Today Investment objective The objective of GrowthPath Today is to provide income and short-term capital appreciation for investors planning to begin to withdraw portions of their investment in the near future Investment focus GrowthPath Today will invest primarily in Singapore equities, global equities, Singapore bonds and global bonds asset classes (or in one or more different Underlying Entities reflecting an underlying investment in such equities or bonds) in accordance with an asset allocation that reflects a conservative risk. The approximate initial Model percentage allocation as at 30 August 2002 and the approximate Model percentage allocation as at 30 June 2015 for each asset class of GrowthPath Today are as follows: Asset Class Initial Model Percentage Allocation (as at 30 August 2002) Model Percentage Allocation (as at 30 June 2015) Singapore Equities 15% 5% Global Equities 5% 15% Singapore Bonds 52% 35% Global Bonds 28% 45% 8

15 8.3.3 Investment approach 8.4 GrowthPath 2020 The Managers will maintain the lowest risk level for this Portfolio among all of the Portfolios. On average, the Managers expect that about 20% of this Portfolio s assets will be invested in equities (or Underlying Entities investing in such equities), with the rest in bonds (or Underlying Entities investing in such bonds). This Portfolio will allocate a portion of its assets to stocks and bonds, because the Managers believe that most investors are still willing to take some risks in pursuing returns even while drawing on their investments Investment objective The objective of GrowthPath 2020 is to provide medium to long-term capital appreciation for investors planning to begin to withdraw substantial portions of their investment approximately in the year Investment focus GrowthPath 2020 will invest primarily in Singapore equities, global equities, Singapore bonds and global bonds asset classes (or in one or more Underlying Entities reflecting an underlying investment in such equities or bonds) in accordance with an asset allocation that will become increasingly conservative as the year 2020 approaches. The approximate initial Model percentage allocation as at 30 August 2002 and the approximate Model percentage allocation as at 30 June 2015 for each asset class of GrowthPath 2020 are as follows: Asset Class Initial Model Percentage Allocation (as at 30 August 2002) Model Percentage Allocation (as at 30 June 2015) Singapore Equities 20% 10% Global Equities 43% 30% Singapore Bonds 12% 15% Global Bonds 25% 45% Investment approach GrowthPath 2020 is designed to produce total return for investors expecting to hold until and begin withdrawing assets around the year As the year 2020 approaches, the allocation will become less risky and have lower expected returns Automatic Termination and Merger with GrowthPath Today GrowthPath 2020 will on its Maturity Date of 31 December 2020 be automatically terminated and merged into GrowthPath Today. Units in GrowthPath 2020 will be cancelled on its Maturity Date and the Deposited Property of GrowthPath 2020 (after retention by the Trustee of monies to repay all fees, costs, charges, expenses, claims and demands incurred, made or apprehended by the Trustee in connection with or arising out of the Automatic Termination and Merger of GrowthPath 2020) shall be held by the Trustee as an accretion to and form part of the Deposited Property of GrowthPath Today. In exchange, the Managers will issue to each Holder of Units in GrowthPath 2020 the number of Units in GrowthPath Today calculated as follows: N = V Y x IP x Z where: N = the number of Units in GrowthPath Today to be issued to the relevant Holder of Units in GrowthPath 2020 (calculated to the nearest 2 decimal points); 9

16 8.5 GrowthPath 2030 V = the value of the net Deposited Property of GrowthPath 2020 transferred to GrowthPath Today, to be determined by the Managers with effect on the Maturity Date of GrowthPath 2020, upon consultation with the Auditors; Y = the number of Units in GrowthPath 2020 in issue on its Maturity Date; IP = the Issue Price of a Unit in GrowthPath Today on the Maturity Date of GrowthPath 2020 determined in accordance with Clause of the Deed; and Z = the number of Units in GrowthPath 2020 held by the relevant Holder on its Maturity Date. Holders of Units in GrowthPath 2020 will be given 2 months notice of the Automatic Termination and Merger prior to the Maturity Date of GrowthPath 2020 and the opportunity to request their Units to be realised for cash on or before 16 December On any such request for realisation, the Units will be realised at a Realisation Price in accordance with paragraph 14 of this Prospectus. A Holder who has not realised his Units by 16 December 2020 will be deemed to have opted to retain his Units in GrowthPath 2020 for the purpose of the Automatic Termination and Merger and shall on the Maturity Date of GrowthPath 2020 have such Units cancelled and receive in exchange the relevant number of Units in GrowthPath Today Investment objective The objective of GrowthPath 2030 is to provide long-term capital appreciation for investors planning to begin to withdraw substantial portions of their investment approximately in the year Investment focus GrowthPath 2030 will invest primarily in Singapore equities, global equities, Singapore bonds and global bonds asset classes (or in one or more Underlying Entities reflecting an underlying investment in such equities or bonds) in accordance with an asset allocation that will become increasingly conservative as the year 2030 approaches. The approximate initial Model percentage allocation as at 30 August 2002 and the approximate Model percentage allocation as at 30 June 2015 for each asset class of GrowthPath 2030 are as follows: Asset Class Initial Model Percentage Allocation (as at 30 August 2002) Model Percentage Allocation (as at 30 June 2015) Singapore Equities 20% 23% Global Equities 54% 67% Singapore Bonds 5% 3% Global Bonds 21% 7% Investment approach GrowthPath 2030 is designed to produce total return for investors expecting to hold until and begin withdrawing assets around the year As the year 2030 approaches, the allocation will become less risky and have lower expected returns Automatic Termination and Merger with GrowthPath Today GrowthPath 2030 will on its Maturity Date of 31 December 2030 be automatically terminated and merged into GrowthPath Today. Units in GrowthPath 2030 will be cancelled on its Maturity Date and the Deposited Property of GrowthPath 2030 (after retention by the Trustee of monies to repay all fees, costs, charges, expenses, claims and demands incurred, made or apprehended by the Trustee in connection with or arising out of the Automatic Termination and Merger of GrowthPath 2030) shall be held by the Trustee as an accretion to and form part of the Deposited Property of GrowthPath Today. 10

17 In exchange, the Managers will issue to each Holder of Units in GrowthPath 2030 the number of Units in GrowthPath Today calculated as follows: N = V Y x IP x Z where: 8.6 GrowthPath 2040 N = the number of Units in GrowthPath Today to be issued to the relevant Holder of Units in GrowthPath 2030 (calculated to the nearest 2 decimal points); V = the value of the net Deposited Property of GrowthPath 2030 transferred to GrowthPath Today, to be determined by the Managers with effect on the Maturity Date of GrowthPath 2030, upon consultation with the Auditors; Y = the number of Units in GrowthPath 2030 in issue on its Maturity Date; IP = the Issue Price of a Unit in GrowthPath Today on the Maturity Date of GrowthPath 2030 determined in accordance with Clause of the Deed; and Z = the number of Units in GrowthPath 2030 held by the relevant Holder on its Maturity Date. Holders of Units in GrowthPath 2030 will be given 2 months notice of the Automatic Termination and Merger prior to the Maturity Date of GrowthPath 2030 and the opportunity to request their Units to be realised for cash on or before 16 December On any such request for realisation, the Units will be realised at a Realisation Price in accordance with paragraph 14 of this Prospectus. A Holder who has not realised his Units by 16 December 2030 will be deemed to have opted to retain his Units in GrowthPath 2030 for the purpose of the Automatic Termination and Merger and shall on the Maturity Date of GrowthPath 2030 have such Units cancelled and receive in exchange the relevant number of Units in GrowthPath Today Investment objective GrowthPath 2040 is designed to produce long-term capital appreciation for investors planning to begin to withdraw substantial portions of their investment approximately in the year Investment focus GrowthPath 2040 will invest primarily in Singapore equities, global equities, Singapore bonds and global bonds asset classes (or in one or more Underlying Entities reflecting an underlying investment in such equities or bonds) in accordance with an asset allocation that will become increasingly conservative as the year 2040 approaches. The approximate initial Model percentage allocation as at 30 August 2002 and the approximate Model percentage allocation as at 30 June 2015 for each asset class of GrowthPath 2040 are as follows: Asset Class Initial Model Percentage Allocation (as at 30 August 2002) Model Percentage Allocation (as at 30 June 2015) Singapore Equities 21% 25% Global Equities 62% 75% Singapore Bonds 5% 0% Global Bonds 12% 0% Investment approach GrowthPath 2040 is designed to produce total return for investors expecting to hold until and begin withdrawing assets around the year As the year 2040 approaches, the allocation will become less risky and have lower expected returns. 11

18 8.6.4 Automatic Termination and Merger with GrowthPath Today GrowthPath 2040 will on its Maturity Date of 31 December 2040 be automatically terminated and merged into GrowthPath Today. Units in GrowthPath 2040 will be cancelled on its Maturity Date and the Deposited Property of GrowthPath 2040 (after retention by the Trustee of monies to repay all fees, costs, charges, expenses, claims and demands incurred, made or apprehended by the Trustee in connection with or arising out of the Automatic Termination and Merger of GrowthPath 2040) shall be held by the Trustee as an accretion to and form part of the Deposited Property of GrowthPath Today. In exchange, the Managers will issue to each Holder of Units in GrowthPath 2040 the number of Units in GrowthPath Today calculated as follows: N = V Y x IP x Z where: N = the number of Units in GrowthPath Today to be issued to the relevant Holder of Units in GrowthPath 2040 (calculated to the nearest 2 decimal points); V = the value of the net Deposited Property of GrowthPath 2040 transferred to GrowthPath Today, to be determined by the Managers with effect on the Maturity Date of GrowthPath 2040, upon consultation with the Auditors; Y = the number of Units in GrowthPath 2040 in issue on its Maturity Date; IP = the Issue Price of a Unit in GrowthPath Today on the Maturity Date of GrowthPath 2040 determined in accordance with Clause of the Deed; and Z = the number of Units in GrowthPath 2040 held by the relevant Holder on its Maturity Date. Holders of Units in GrowthPath 2040 will be given 2 months notice of the Automatic Termination and Merger prior to the Maturity Date of GrowthPath 2040 and the opportunity to request their Units to be realised for cash on or before 16 December On any such request for realisation, the Units will be realised at a Realisation Price in accordance with paragraph 14 of this Prospectus. A Holder who has not realised his Units by 16 December 2040 will be deemed to have opted to retain his Units in GrowthPath 2040 for the purpose of the Automatic Termination and Merger and shall on the Maturity Date of GrowthPath 2040 have such Units cancelled and receive in exchange the relevant number of Units in GrowthPath Today. 8.7 Underlying Entities Current Underlying Entities Currently, each Portfolio may invest in the shares/units of the following Underlying Entities: Up to 14 October 2015: (a) (b) (c) (d) (e) (f) BlackRock Index Selection Fund BlackRock Developed World Index Sub-Fund; BlackRock Fixed Income Dublin Funds public limited company BlackRock Euro Government Bond Index Fund; BlackRock Fixed Income Dublin Funds public limited company BlackRock World ex Euro Government Bond Index Fund; United Singapore Growth Fund; United Singapore Bond Fund; and United Asia Fund. 12

19 With effect from 15 October 2015: (i) (ii) (iii) (iv) (v) (vi) United Singapore Growth Fund; United Singapore Bond Fund; United Asia Fund; United SGD Fund; United High Grade Corporate Bond Fund; and United International Growth Fund. References to BlackRock Underlying Entities in this Prospectus shall refer to the Underlying Entities in paragraphs (a) to (c) above. References to UOBAM Underlying Entities shall (up to 14 October 2015) refer to the Underlying Entities in paragraphs (d) to (f) above and (with effect from 15 October 2015) refer to the Underlying Entities in paragraphs (i) to (vi) above. The disclosures in this Prospectus relating to the BlackRock Underlying Entities and the Investment Adviser will cease to apply with effect from 15 October BlackRock Index Selection Fund is structured as an Irish-domiciled open-ended umbrella unit trust and is authorised and supervised in Ireland by the Central Bank as an Undertaking for Collective Investment in Transferable Securities ( UCITS ) for the purposes of the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 (as may be amended or replaced, the UCITS Regulations ). BlackRock Fixed Income Dublin Funds public limited company is a Dublin-domiciled umbrella type open-ended investment company with variable capital incorporated with limited liability in Ireland and authorised by the Central Bank as a UCITS for the purposes of the UCITS Regulations. United Singapore Growth Fund is a Singapore authorised stand-alone unit trust. United Singapore Bond Fund is a Singapore authorised unit trust structured as a sub-fund of an umbrella unit trust known as United Global Portfolios. United Asia Fund is a Singapore authorised stand-alone unit trust. United SGD Fund is a Singapore authorised unit trust structured as a sub-fund of an umbrella unit trust known as United Choice Portfolios II. United High Grade Corporate Bond Fund is a Singapore authorised unit trust structured as a sub-fund of an umbrella unit trust known as United Global Recovery Funds. United International Growth Fund is a Singapore authorised stand-alone unit trust. The Managers may at any time vary their choice of the Underlying Entities for each Portfolio, including choosing other Underlying Entities that are managed by the Managers, (up to 14 October 2015) the Investment Adviser or investment managers other than those from the UOB group or (up to 14 October 2015) the BlackRock group, upon prior notification to the Trustee and subject to the applicable provisions of the Code on Collective Investment Scheme issued by the Authority, as may be amended from time to time (the Code ). 13